A Love That I Can't Win
by super3rainbow1
Summary: Twilight and Pinkie Pie have planned a v acation for their friends to clear up an y stress built up. Fluttershy has had a crush on Rainbow Dash for the longest ti me ever. She has always thought Rainbow Dash was oblivious to love and wasn't in terested in mares too. During the long t rain ride, it starts to get harder for F luttershy to hide her feelings. (romance is a little wonky
1. Chapter 1

Fluttershy woke up to the sound of her alarm clock. She almost had been startled by it. She turned over and half opened her eyes to see the time on the clock. Sure enough it was five o'clock in the morning. She stretched out a little and let out a small yawn under the thick blanket.

She tried to brace herself for getting out from under the blankets. She stood up and immediately felt the cold air in her cottage. Fluttershy shivered for a minute and refused to move. She then reluctantly walked down the stairs to her living room. If this was any other morning she would be putting wood in her fireplace and warming her little cottage up.

She turned on a lamp to brighten up the dark room. Sitting on a table was her saddlebag, packed with her toothbrush, toothpaste, comb, silk pajamas, and some other small necessities for travel. There was also a duffle bag that contained a pillow and a blanket inside it. Fluttershy was almost ready to leave her cottage.

Fluttershy trotted upstairs to get the hat she forgot to pack. She went through her closet, looking around the clutter for her hat. Something caught her attention and she picked it up. It was picture of two fillies with their hooves around the other's shoulder. One of them had a goofy look on her face and the other was reserved. They both looked pretty happy in that picture.

She sighed and held the picture closer. Fluttershy had spent a long time wishing Rainbow Dash was her special somepony; her marefriend. She wanted somepony who she could snuggle up with that would always make her feel safe. Rainbow Dash was that pony. She rarely hugged other ponies. Fluttershy was really the one who she had hugged the most.

She left the picture on her nightstand and continued searching. She pulled out a dusty ball cap. It was pink with a little yellow at the top front. This was a gift from Rainbow Dash years ago. Fluttershy wasn't sure if she wanted to wear something this special for the vacation. It seemed to be the only hat she could find.

On the clock it was 5:20. Fluttershy needed to meet up with her friends at 5:30. She grabbed the hat and finished her packing. Before she left, she tried to give all her animals friends a quick hug. She hoped she could trust the ponies that Twilight asked to take care of them. Only one of them was somepony that she knew a little bit and that was Ms. Cherilee.

It was still dark outside and the air felt even colder. Fluttershy was shivering more. She made it to the train station in time to meet her friends.

"Fluttershy! Just in time," Twilight remarked.

"Good morning, Fluttershy!" Rarity greeted.

"Oh hello, Rarity," she replied.

Fluttershy looked at Rainbow Dash, who also had a saddlebag on and was holding a duffle bag. From the looks of her face, Fluttershy could see that she was extremely tired. It looked like she had been given a rude awakening.

"All of our supplies are on the train now," Applejack said, coming out of the train.

"Good," Twilight said. "Now that we all are here, let's get on," she added.

"This is going to be so much fun!" Pinkie Pie exclaimed, bouncing up and down.

Fluttershy followed her friends onto to the train. She couldn't believe how her friends had managed to pull this off. It seemed like this whole vacation was expensive for Twilight and Pinkie Pie. Inside, there were beds lined up in bunks. Everypony picked out a bed and stored their bags. Rainbow Dash and Fluttershy just put their stuff down in front of their beds.

"I can't wait to get there!" Pinkie Pie said.

"Um.. Twilight? Pinkie?" Fluttershy said.

"What is it, Fluttershy?" Twilight asked.

"How did you and Pinkie manage to set up this whole vacation and get us a private train ride?" she asked.

"Oh that was easy, Fluttershy. A little while back, I was telling Princess Celestia about how tense things were getting. I mentioned something about needing time to relax. She suggested that I take time off and have a little vacation. She even pointed out a great place and got us a discount on this private train ride," Twilight explained.

"I also helped out by getting all the food for us" Pinkie Pie added.

Twilight smiled at Pinkie Pie. "Yes, you did. Thanks again for doing that," she said.

"You're very welcome, Twilight," Pinkie Pie said.

"Last week I was making all the arrangements so we can stay at a hotel. I even got a hold of a map of the area that shows all the places of interest. This whole thing didn't cost that much. I had been saving my bits for something worthwhile and this is definitely going to be worth it," Twilight said and climbed onto her bed.

"Well, thank you so very much!" Fluttershy said.

Fluttershy climbed into her bed and tried to sleep. Her other friends seemed to still be sitting on their beds and talking. None of them seemed tired except Rainbow Dash. Finally, Rainbow Dash got up and grabbed her stuff.

"Where are you going?" Fluttershy asked.

"I just want to sleep, Fluttershy. There's another bunk car. You should come with," she said.

Fluttershy couldn't say 'no' to that offer. She picked up her stuff too and nodded at Rainbow Dash. They both left the car and moved over into the next one. They couldn't hear their friends talking anymore. Fluttershy and Rainbow Dash decided to take top bunks across from each other.

It wasn't long before Fluttershy heard Rainbow Dash start to quietly snore. She looked over at the cyan pegasus. Fluttershy couldn't help but notice how adorable she looked sleeping. She smiled but it soon it quickly faded.

'She would never be able to like me back,' Fluttershy thought. She sighed and tried to sleep.

Fluttershy woke up feeling sore. She looked over to see if Rainbow Dash was still asleep. She was awake, lying on her bed reading a book. Fluttershy was surprised. She thought Rainbow Dash would be with her other friends.

"Fluttershy, you're awake!" Twilight said. Fluttershy let out a little scream as she hadn't seen or heard Twilight come in their car.

"Sorry," Twilight apologized. "Why don't you come over by us and have something to eat? What about you, Rainbow Dash? You still want to stay here?"

"Look, I just want to relax like you said we would," Rainbow Dash replied.

"Fine. Come on, Fluttershy," Twilight called.

Fluttershy looked at Twilight and then Rainbow Dash. She wanted to stay there with the pony she had a secrete crush on. Her stomach started to make noises.

"I don't know, Twilight. I'm fine here. Really," she said.

Rainbow Dash lowered her book. "Fluttershy, just go over with them. You missed breakfast and lunch already. It's almost already the evening," she said.

Fluttershy couldn't help but feel a little hurt. It sounded like Rainbow Dash wanted to get rid of her. She lowered her head a little and followed Twilight.

"There you are, Fluttershy! You've been asleep for a really long time!" Pinkie Pie exclaimed.

"Yes, I can't believe that somepony like you could sleep for so long," Rarity commented.

"How bout ya get a little something to eat, Fluttershy?" Applejack asked.

Fluttershy looked at all the faces and then nodded. "Ok," she quietly said.

She was given a few muffins that smelled pretty good. Fluttershy sat near Rarity and ate, taking small bites. She got an idea that could her find out a little more about Rainbow Dash.

"Rarity?" she asked.

"What is it, darling?"

"Um," she said and lowered her voice. "Do you know if Rainbow Dash has um.. any pony she likes in particular?" she asked.

Rarity gave her an odd look. "Are you asking if she has any romantic interest in a pony?" she said.

"Oh.. yes, Rarity," Fluttershy said.

"Well, I really don't know. She's not the kind of pony that likes to show affection. I'm not sure that she has any interest in anypony whatsoever. Why do you ask?"

Fluttershy suddenly got nervous. "I.. well.. she doesn't really tell me much about stuff like that," she said. She was hoping that Rarity wouldn't have asked.

"Oh.. I suppose that she really doesn't like talking about stuff like that," Rarity said.

Fluttershy nodded and finished the rest of her food. She really was hungry. She slipped out of the room and into the car that she had slept in. She went back up into her bed.

She spent the remainder of the day staring out the small window beside her bed. She watched all the scenery pass by with a frown on her face. She looked past the vast lands and sighed.

Rarity seemed to be the expert on relationships and romance. She was also the pony who hears a lot of gossip around Ponyville. If she thought that Rainbow Dash has no interest in love then there was no hope for her at all.

It grew dark outside and soon Fluttershy was becoming more and more tired. She snuck a quick glance at Rainbow Dash. She had put her book down and was looking out her window. Fluttershy yawned and slowly started to close her eyes. She drifted into an uneasy sleep.


	2. Chapter 2

Fluttershy woke up feeling a slight dampness in her pillow. She had woken up in the middle of the night after a bad dream and started crying. She couldn't fall back asleep for a long time. Finally, she had become exhausted and fell back asleep.

She rubbed her eyes and turned the pillow over. Her eyes were a little red from crying. Fluttershy rolled over so she could get out of her bunk. Rainbow Dash was looking right at her. She almost got surprised from that. Her forelegs twitched a little.

"Hey, Fluttershy," Rainbow Dash said with a curious look on her face.

"Oh.. hi, Rainbow Dash," Fluttershy replied. She tried to avoid eye contact.

A minute of silence passed both ponies. Rainbow Dash scratched the back of her head and let out a nervous giggle. Fluttershy started to feel uncomfortable. It looked like her friend had something on her mind.

"Did you uhh.. sleep well?" Rainbow Dash asked.

Fluttershy darted her eyes around. "Um.. yes. I slept good," she lied.

"Well, I think I must have been really out that night. I haven't gotten such a good night sleep in a while," Rainbow Dash said and chuckled.

She continued to rub the back of her head. "But something just didn't seem right," she said.

"What?" Fluttershy nervously asked. She looked away for a minute.

"I was dreaming about flying through all these obstacles and stuff and then I heard something and got really confused," Rainbow Dash said.

'Oh no! She heard! This isn't good,' Fluttershy thought. "What do you mean?" she asked.

"Well, it sounded like it came from nowhere. I don't know but it really sounded like somepony crying, I guess," Rainbow Dash explained.

"Oh," Fluttershy said and nervously fidgeted.

"I just wanted to make sure that uh.. you weren't crying were you?" she said, turning it into a question.

"Of course not!" Fluttershy said. She gave Rainbow Dash a fake smile.

Rainbow Dash gave her a careful look. "But your eyes are red, Fluttershy," she remarked.

"They are?" Fluttershy asked.

Rainbow Dash climbed out of her bunk and into Fluttershy's. She sat next to her but Fluttershy turned away in shame as she had blushed a little. A hoof rested on her right shoulder.

"I'm not buying this, Fluttershy. Just tell me! I thought we were good friends," Rainbow Dash said.

'I can't say this! How pathetic would it sound if I told her?' Fluttershy thought. She still had been avoiding to look at Rainbow Dash. She needed to make up some believable reason why she had been crying. 'My animal friends! Fluttershy suddenly thought.

She turned her head so she can now see Rainbow Dash in the corner of her eye. "I just.. really started to miss all my animal friends and got worried," she lied.

'Oh please oh please believe it!' She thought in her head.

"Really? That's it?" Rainbow Dash asked with a smile forming her face. "There's no need to be worried. I bet that they are doing just fine!" she said.

'Thank Celestia she believes me!'

Fluttershy faced Rainbow Dash and gave her a small hug. Rainbow Dash blushed a little in embarrassment but returned the sudden hug that was being given. Fluttershy secretly took in the comfort of hugging her crush. After a minute or two Rainbow Dash let go and inched away a bit.

"Okay, hug time is over. You're starting to make me feel too sappy right now," she said.

"I'm sorry, I didn't mean to," Fluttershy apologized. She had wanted the hug to last longer.

"Why are you always apologizing over nothing?" Rainbow Dash said, covering her face with a hoof.

"I don't want to be rude.. especially to you," Fluttershy replied.

"Come on, that wouldn't be rude. It gets annoying when you are apologizing for stuff like this," Rainbow Dash said and started climbing down.

She looked up at Fluttershy. "I'm getting something to eat, Fluttershy. You really need to stop worrying and just relax. It's not like you actually have something to worry about," Rainbow Dash said and left Fluttershy alone to her thoughts.

Fluttershy sighed and slowly turned to face the window. Hills of pine trees and grasslands went past. The passing scenery captivated her attention. The grasslands looked dark and lush. She felt sad and very lonely. Rainbow Dash had almost started to catch on but she lied. She felt pathetic for hiding her feelings.

"If only you would understand how I felt," Fluttershy muttered to herself.

She rested her head on her hooves and continued to stare out the window. Fluttershy wished she could relax but she really had something to worry about. It used to be easy keeping this little crush secrete. Now, it was really starting to get to her. Ever since she had been living alone in her cottage, it started to build up little by little.

Something needed to be done about this. Fluttershy never had the courage to ask a mare out. It would take a lot of confidence and guts to do something like that. To make it worse, if she gets rejected because the mare doesn't like her or just isn't into mares, then it would just be too embarrassing and humiliating for her to handle.

'Would Rainbow Dash care if I asked her out?' She thought. 'Would she be mad at me if she wasn't interested in mares too?' Fluttershy asked herself.

As more endless grasslands passed her sight, she thought about the personality of her best friend. Rainbow Dash was a loyal friend who always tried to keep a good image. She didn't do any really girly things like putting on makeup. She might have been brash sometimes and a little conceded. However, she always had a knack for apologizing later and showing that sappy side that made her a real friend.

"Would it be that hard to ask her? Would there be anything to regret?" she quietly asked herself.

It was only a matter of saying a few words and then waiting for the response. Whether or not she gets to go out with Rainbow Dash didn't seem to matter anymore. Fluttershy just wanted to feel accepted for liking mares at this point.

'But Rainbow Dash is the perfect pony for me,' she argued with herself.

The door swung open and somepony walked inside. Fluttershy was caught off guard and let out a small squeal of terror. She turned around and hoped that it wasn't Rainbow Dash. Rarity stepped in, levitating a paper plate of food.

"Fluttershy?" she said.

"Yes, Rarity?" Fluttershy replied.

"You never came here to get a little something to eat. So, I brought your favorite snack!" Rarity said and lowered the plate of food.

Fluttershy's eyes fixed on the plate. On it was stacks of crackers laced with diced pieces of cheese. Crackers and cheese was one of her favorite little snacks from her fillyhood years. There wasn't much that could beat this simple combination of cracker and cheese. Fluttershy climbed down and licked her lips eagerly.

Rarity laughed. "I knew you were hungry, dear!" she said. She placed the plate on the bunk below with her magic and turned to leave.

"Wait!" Fluttershy called, making the unicorn look back.

"Was there something else that you needed?" Rarity asked.

"Um.. could you stay here and keep me company?" Fluttershy asked.

Rarity smiled at her. "Of course I can, Fluttershy!" she said.

Fluttershy sat on the lower bunk with her plate full of cheese and crackers. Rarity laid on the bunk across from her. She had a curious look on her.

"I should have mentioned this but Rainbow Dash said that you weren't acting yourself," Rarity said.

"She did?" Fluttershy asked. Her plate was already half empty.

"Yes. There wasn't anything wrong was there?"

Fluttershy stopped eating for a minute. 'She knows too?' she thought. 'Would she be able to help me ask Rainbow Dash out?'

"Well, there was this one thing," Fluttershy said.

Rarity sat up. "Yes? What was it?" she asked.

"I need your advice on something personal, Rarity," Fluttershy said and tensed up a little. "How do I um.. ask somepony out?" she quietly asked.

"I can tell you all about that, Fluttershy! Do you know this pony?" Rarity said with a wide smile.

"I know her pretty well but I just can't," Fluttershy said and stopped. "I mean him," she quickly added and blushed a bright pink. "I just can't tell her how I feel.. oh no!" she said with a look of distress on her face.

"Fluttershy! There's no need to feel ashamed for that!" Rarity said and got off the bunk.

"There isn't?" Fluttershy asked.

"Of course not!" Rarity said, standing close to her.

"I almost thought you would be upset by that," she explained.

"Nonsense! I can see now why you like her," Rarity said and gave Fluttershy a wink.

Fluttershy shifted uncomfortably. "You k-know who it is?" she nervously asked.

"Well, it's a little obvious now why you were asking about Rainbow Dash yesterday," Rarity said.

"Oh.. I guess it was. How do I ask her?" Fluttershy inquired.

Rarity sat down beside her on the same bunk. Fluttershy let out a little sigh of relief. Her friends would definitely accept her for who she is. All that was left was telling Rainbow Dash.

"I can't promise you that she will say, 'yes' or that she even has a romantic interest in mares. I can promise that she will accept you for who you are. Either way, it's best that you tell her how you feel. It's never good to keep emotions and feelings bottled up for long," Rarity said.

"But what do I even tell her?" she asked.

Rarity paused for a minute. "Just tell Rainbow Dash about your feelings for her and why you like her," Rarity said. "She'll understand if you tell her why!"

Fluttershy looked at her in the eye and then nodded. Just then, the door burst open and out came none other than Rainbow Dash.

"Hey! Twilight said we are almost at the stop!" she announced.

Rainbow Dash walked over and started to take her bags that she put away. Rarity gave Fluttershy a little wink and walked back to other car. Fluttershy blushed and tried to build her confidence up. This was not going to be easy.

"Hey, Rainbow? There was something that I wanted to tell you," Fluttershy nervously said. She rubbed the back of her head with a hoof.

Rainbow Dash stopped what she was doing. "Oh yeah, I was going to tell you something first," she said.

"What is it?" Fluttershy curiously asked.

"I heard that we aren't all sleeping in one room. There was only single double bed rooms available. So, I thought that I could ask you to share a room with the coolest pony ever," Rainbow Dash explained.

'Do I have to tell her now? Could this wait a little while?' Fluttershy asked herself.

Rainbow Dash was eagerly waiting for her response. "Well, is that a yes?" she asked, tapping her hoof.

"Um.. yes, Rainbow," Fluttershy said after a minute.

"Great! I can't wait to finally stretch out these sore wings!"

Fluttershy pulled out her bags and watched out the window. The ground started to become more flat and dry, with little or none vegetation. She saw something that caught her attention for a minute. There was this little puddle of mud that was bubbling. It passed by so quick that Fluttershy became very curious.

'What is this place that we are even going to? I should have asked.." Fluttershy thought.

She looked past the dry land. All the way in the distance were tall mountains. This seemed like such an odd place already. Finally, the train started to slow down. Fluttershy turned around looked through the window on the other side of the car. The train was inching through a small town. The ground was grassy in this area now.

It was a pretty small town but its streets were paved with a light gray stone. The buildings were made out of long logs. This wasn't anything like Fluttershy has seen before in real life. She only saw a few pictures in a text book from school of buildings that looked like this. A large three story log building stuck out and Fluttershy assumed it was the hotel that they were going to stay at. It did have a lot of windows and looked very rustic. The other buildings looked rustic too.

The train came to a stop. Rainbow Dash rushed to pick up her stuff and bolted to the other car. Fluttershy carefully picked up her bags and walked into the car. Her other friends were excitedly getting off the bus. They each had a look of wonder in their eyes. Rarity was still in the car though. She must have been waiting.

"I get this feeling that you didn't tell her.. did you?" Rarity asked.

Fluttershy sighed and lowered her head. "No, not yet. I'll tell her after we get settled in our rooms," she said.

"You really need to get this over with. Things will be better if you get this off your chest," Rarity said.

They got off the train while Applejack and Rainbow Dash came back to drag their supplies out. Fluttershy, Rarity, and Pinkie Pie followed Twilight and carried their stuff towards the hotel. They got to the double doors of the entrance. It was made out of thick wood that was varnished. They pushed it open and walked through into the lobby.

A hotel receptionist was sitting behind a desk. Around the lobby was beautiful wooden furniture. Everything seemed to be rustic in this place. There was a glass table that was framed with wood. Twilight approached the mare sitting at the desk.

"Hi! My name is Twilight Sparkle and I have three rooms reserved for several days," Twilight said to the receptionist and smiled warmly.

She smiled back. "Yes, you were the only ones so far this Spring to make a reservation. Ponies come here mostly during the Summer and Fall. Your rooms are B14, B13, and B16," She said and pulled out the keys that were hanging on the wall.

"Those are on the second floor, right?" Twilight asked.

"Yes, they are. Go through this hallway and turn right for the stairs," she explained.

"Thank you!" Twilight said and turned to her friends.

Fluttershy was looking around the whole room with the others. Their eyes were filled with curiosity and wonder of this great place. Rainbow Dash and Applejack came in with their bags, a large cooler, and a green duffle bag.

"Hey, do we have our rooms already?" Rainbow Dash asked.

"Yes!" Twilight said and picked up the keys with her mouth.

They followed the receptionist's simple directions. In the hall there was a doorway on the right side that lead to the stairs. Rainbow Dash and Applejack slowly pulled everything up. Fluttershy couldn't help but notice how nice the carpet looked in the hallway. It was a light red and looked nice with the wooden walls. They followed Twilight until they got to the rooms.

"Okay, we have three rooms with a double bed in each one. Who is going to share a room with whom?" Twilight asked them.

"I already asked Fluttershy earlier so we're going to take room fourteen," Rainbow said and nodded.

Applejack looked over at Rarity. "Ah suppose that we could share a room, Rarity," she said.

"As long as you don't snore.. or hog the bed," Rarity replied.

"Ah won't, alright?"

Twilight glanced at Pinkie Pie. "Looks like I'm with you, Pinkie," she said.

"Yes! This place looks amazing, Twilight!" Pinkie Pie said and smiled widely.

Twilight distributed the keys out and unlocked her own room. She dragged the cooler inside with Pinkie Pie. Everypony else went into their rooms. Fluttershy was going to have the perfect moment to tell Rainbow Dash.

She walked into her room to see that Rainbow Dash was already plopped on the bed. The room was beautifully decorated. A dresser stood out against the wall across from the framed bed. On the wall above the dresser, was a pretty picture of the grassy fields. The bathroom was very simple. There was a small shower inside along with a toilet. Outside of it, against the wall, was the sink with a mirror above. The wooden floor was varnished a dark brown coat.

Fluttershy couldn't believe how nice it looked. She set her stuff down and unpacked. She left the top drawers of the dresser empty for Rainbow Dash. She pulled her pillow and blanket out from her duffle bag. Fluttershy preferred to have her own blanket and pillow for sleeping. It was starting to get dark outside. She sat on the bed and nudged Rainbow Dash with a hoof.

'Now is your chance!' Fluttershy thought to herself. She tried to put on a confident face.

"Huh? What is it, Flutters?" She asked in a nonchalant voice.

The way that she called her 'Flutters' made Fluttershy's heart skip a beat. She had to tell Rainbow Dash now. She needed to get this off her chest.

"You know how we have been friends for all this time?" Fluttershy asked.

"Yeah?"

"Well.. ever since we had met, I had liked you for your loyalty and support. You never let me down and had always tried to protect me," Fluttershy said and then paused. "I always had felt like you were the only one who cared for me before we moved into Ponyville."

Rainbow Dash was sitting up, her eyes focused on Fluttershy with curiosity. "What are you trying to tell me, Fluttershy? I didn't know you appreciated me that much," Rainbow Dash said.

"All these years I started to have.. um feelings.. and lately I had a.. on you," Fluttershy quietly said. She was hiding her face under her mane now.

"What? What do you mean? You had what?" Rainbow Dash asked.

"I had a crush!" Fluttershy quickly said and turned away.

Rainbow Dash sat confused, trying to piece everything together. She even was looking back on the past to try to make sense of what was going on. Fluttershy started to softly cry into her mane.

"You have a crush.. on me?" Rainbow Dash asked, scratching the back of her head.

Fluttershy whimpered. "Yes," she replied.

"I..I never knew you felt that way, Fluttershy. I didn't even know that.. you liked mares," Rainbow Dash nervously said.

"It's okay, Rainbow Dash.. I thought you were.. into mares too," Fluttershy said and snuffled.

Rainbow Dash sat next to Fluttershy on the edge of the bed. She put a hoof on her shoulder. "I gotta admit.. I.. also am into mares but.. I never felt this way about you, Fluttershy," Rainbow Dash explained.

"What do you mean? You don't like me?" Fluttershy sniffled. More tears came down.

"I.. don't like you.. like that.. Fluttershy. I always had thought of you as a good friend. I never had any romantic feelings like Rarity calls them. I'm really sorry!" Rainbow Dash said.

Fluttershy started crying and shook her head. Rainbow Dash couldn't feel anymore guilty. She hugged the timid pegasus and tried to calm her down.

"Please, Fluttershy, don't cry! I really am sorry! Stop crying!" she said.

Fluttershy had a tight grip on Rainbow Dash. She couldn't help but feel sad that her crush didn't feel the same way. Admitting her feelings didn't feel like a relief. She cried more into Rainbow Dash's mane.

"Fluttershy, please.. don't cry about this! I'm so sorry!" Rainbow Dash said with tears forming.

They stayed like this for a long time. Soon, they both were feeling tired and had a little redness forming in their eyes. Fluttershy stopped crying and was only shaking a little.

"Look, Fluttershy. I'm sorry that I don't feel the same way but I can't go out with you," Rainbow Dash said.

"Why?" she quietly replied in sorrow.

"I don't have any romantic feelings for you right now. It wouldn't be right if I was dating you and I couldn't return the affection. That would just hurt you so much.. but I have come up with an idea," Rainbow Dash said.

"Fluttershy lifted her head up. "What?" she said, still sniffling.

"I will spend the rest of the vacation with you, the whole time. But.. just as friends. I don't know if I'll start having feelings for you but it's worth a shot. Even if this doesn't work out.. I still wanna be best pals with you," Rainbow Dash explained.

Fluttershy let go and Rainbow Dash inched away a bit. 'Would this even be worth it? Would she even develop special feelings for me?' she asked herself.

"Do you mean it?" she asked.

"Yes, I don't want to lose you as a friend, Fluttershy!" Rainbow Dash said.

"Okay, Rainbow Dash," Fluttershy said.

"Okay, pal. Let's go to sleep and we'll figure this out in the morning.. but uh.. no cuddling up against me. Sorry, we aren't going out until I know for sure I like you.. that way," Rainbow Dash said in a soft voice.

Fluttershy nodded and climbed into bed under her blanket. Rainbow Dash turned off the lights and went under the hotel blankets. They both slept looking away from each other. Fluttershy drifted into another bad dream...


	3. Chapter 3

The morning was cool and dry. Fluttershy woke up and slowly turned around. She didn't cry last night but she hadn't been sleeping so well again. It seemed that Rainbow Dash had turned around in her sleep. Her eyes were still closed and she was snoring softly. Fluttershy sighed and carefully climbed out of the bed. She tried to not wake up Rainbow Dash.

'What did I do wrong? Could Rarity help?' she thought.

Fluttershy looked around for their room key. There it was on the dresser. She picked it up with her mouth and slowly pulled the door half open. She slid past and carefully closed it. She walked a door down to the room where Rarity and Applejack were staying. Fluttershy could barely hear them talking behind the door. After finding out they were awake, Fluttershy tapped softly on the door.

An eye passed over the peephole in the door. It opened to reveal a curious Rarity. Applejack was in the back of the room sitting in a chair. Their room was like an exact copy. It had the same furniture and layout.

"So, did everything go well," Rarity asked and sipped from a levitating cup of tea.

Fluttershy frowned and looked down. Rarity moved away the cup of tea and ushered her in. She motioned to Fluttershy to sit down on the bed and closed the door.

"Were you not able to ask her again?" Rarity inquired.

Fluttershy sighed. "I told her about my.. feelings and.." she stopped.

"She told you that she wasn't interested in mares?"

"No!" Fluttershy cried. "She told me she was but that she didn't have feelings for me!" she said and curled up on the soft bed.

"Wait, ahm confused right now! What's going on?" Applejack asked. She looked deeply concerned.

"Not now, Applejack! Can't you see what the poor dear has gone through?" Rarity said, glancing over at Applejack with a serious look.

"Ah don't even understand what happened!" she replied.

Fluttershy looked up for a minute. "She rejected me! Rainbow Dash said she couldn't go out with me!" she said and cried even more.

"Oh gosh!" Applejack said and got up. She stood next to Rarity.

"Fluttershy, darling, I am so sorry that she turned you down," Rarity said and tried to calm down Fluttershy by gently rubbing her shoulder.

"It's not fair!" she cried out. "We both are into mares but she refuses to date me! I waited so long just to find that out and ask her! Fluttershy said and hid her face under her mane.

"Fluttershy, you have to understand," Rarity said.

She was interrupted. "She won't even give me a chance, Rarity!"

Rarity silenced her with a hoof. "There's still a lot that you don't understand about love, dear," She said and patted Fluttershy on the back. "If Rainbow Dash can't return the feelings then it would be very wrong for her to accept your offer," she explained.

Fluttershy stopped crying but didn't talk. "Sugarcube, ah don't know a whole lot about love.. but, ah do know that there's a good chance a relationship would work out if both ponies have these feelings for each other," Applejack said.

"Fluttershy, you never told us how she felt. Was she even angry?" Rarity asked.

"No," she sighed. "She was pretty confused and worried.. I guess," Fluttershy said.

"So, she wasn't trying to be rude to you?"

"No, she was trying to be.. nice," Fluttershy said.

"How so?" Rarity asked.

Fluttershy sat up and brushed her mane out of her face. Applejack and Rarity were sitting on each side of her and had a hoof resting on one of her shoulders.

"She said she was sorry and didn't have any feelings for me at the time. She said she would spend time with me so she could find out whether or not she does like me," Fluttershy explained.

"Is that why ya'll are all upset?" Applejack asked.

"Yes, I don't think she is going to end up liking me," Fluttershy said.

"Fluttershy, I think I understand what Rainbow Dash was trying to tell you," Rarity said.

"What is that?"

"She didn't want you to get hurt. Let's say that you two started dating. If you end up building stronger feelings and becoming emotionally attached and she did not.. you would be devastated!"

"Sugarcube, Rainbow Dash is a swell friend. She might not always like to display how much we mean to her. But, we all do mean a lot to her, especially you! She even told me once that you were her only true friend before we all had met!"

"Really? I didn't know.. but what am I supposed to do?" Fluttershy said.

"Do you still have feelings for her?" Rarity asked.

"Yes.. even if this doesn't work out.. I'll still be her friend," Fluttershy said and nodded.

"Fluttershy, I do believe that you deserve a chance but.. you can't force love like this. However, I will help you try to win her heart some other way," Rarity said and nodded at Fluttershy.

"How?" Fluttershy asked.

"Now, you said that she wanted to spend with you, right? Well, I'm guessing she told you not to be so affectionate for the time being," she said and glanced at Fluttershy. "No? She probably will though. You are going to have to let her make the moves. Don't do something like nuzzling, cuddling, or even hugging unless she does it first. You don't want to do anything to make her feel uncomfortable. Is that clear, Fluttershy?" Rarity said with a serious look.

"Yes, Rarity. I understand," Fluttershy said, blushing for a minute.

"I can't promise this will work out, Fluttershy. If it really doesn't work out.. I do know other mares out there that are suitable for the likes of you," Rarity said.

"Thank you, Rarity. You too, Applejack," Fluttershy said and got off the bed.

"Hey, how bout ya have these nice vanilla muffins?" Applejack said, offering her a plastic container with four vanilla muffins in it.

"Really? I love vanilla so much!" Fluttershy exclaimed and raised her forelegs for a second.

She grabbed the container with her mouth and made her way to the door. Rarity used her magic to open the door for Fluttershy. She followed her down to her room and used her magic to levitate the key. She unlocked the door and turned around back to her room door.

Fluttershy thought she heard a click. She walked in to see that Rainbow Dash was starting to wake up. Suddenly, Rarity was yelling and hitting her own room door.

"Lemme in!" she yelled. "Applejack, I'm locked out!"

She ignored whatever was going on down the hall and closed their door. Rainbow Dash was stretching out her muscles and her wings. She didn't seem to have been bothered by the yelling.

'Just listen to what Rarity told you. You can do it!' Fluttershy thought.

Fluttershy picked up the plastic container of muffins and set it down on their little table. She had to admire almost everything in this hotel. She turned around to see that Rainbow Dash was right next to her.

"Morning, Fluttershy! Whatcha got you over there?" Rainbow Dash said and yawned.

"Good morning, Rainbow! I have breakfast for us!" Fluttershy said and nodded.

"Sweet!" Rainbow Dash said.

She eagerly sat down at the table. Fluttershy smiled and sat down on the other side. This was no dinning table at all. It was about the same size of a checker table. Fluttershy opened up the plastic container and pulled out two muffins for herself and Rainbow Dash. They licked their lips and looked down at their food.

"Wait," Rainbow Dash said and looked up at Fluttershy.

"What is it, Rainbow?" Fluttershy curiously asked.

"Don't you want something to drink with this?" Rainbow Dash asked?

"Uh.. it's fine," Fluttershy lied. She was pretty thirsty right now.

Rainbow Dash got up and looked through her duffel bag. She searched around until she pulled out some apple juice that was in clear plastic bottles. She came back and offered Fluttershy one.

"Oh, thank you!" Fluttershy said.

"Hey, it's no problem at all!" Rainbow Dash said and rubbed the back of her head.

Rainbow Dash sat down and started eating first. Fluttershy started eating too. The sweet taste of the vanilla muffins had her eating just as sloppy as Rainbow Dash sometimes was when she was so hungry. After she quickly finished her two muffins, she let out a little burp and quickly covered her mouth.

"Excuse me, Rainbow Dash! Sorry!" Fluttershy said and blushed a little.

Rainbow Dash chuckled. "Good one, Fluttershy!" she said and laughed. "Hey, it happens to me a lot. Don't worry about it!"

"Oh.. okay, Rainbow," she replied.

Rainbow Dash finished her last muffin and got up. "Hey, I need to do my daily exercises. You don't have to do anything. You can just hang out and talk," she said.

Fluttershy nodded and they left. She made sure to grab their key before they left. She walked alongside with Rainbow Dash down the hall. Rarity no longer was there, pounding on her door. They went down the stairs to the lobby and approached the same receptionist.

"Good morning. Is there something I can do for you?" she said.

"Um.. do you have a room for like.. exercising in here?" Rainbow Dash asked.

"Yes, just take the hall on this other side. It should be on the left," she replied and pointed.

"Thanks," Rainbow Dash said. "C'mon, Fluttershy," she said and they both went down the hall.

They found the exercising room in a matter of seconds. It was at the end of the hall. Fluttershy peeked through the window of a door that was at the end. Inside it was a decently sized swimming pool and a small hot tub. She followed Rainbow Dash inside the room.

The floor was covered with green rubber flooring. It was faded and very light. Oddly enough though, the smell of sweat was not present here. A rack of barbells stood out against one of the walls. On the other side was treadmills. Fluttershy only had used one of those once. Flight School at their time had neglected to require a running activity as part of the warm ups. She was only forced to do it once. Rainbow Dash was one of the ponies who loved to use the new treadmills that they were given.

Rainbow Dash began to do her push ups. Fluttershy couldn't help but notice how tone her friend's muscle were. She wasn't all buffed out like some other ponies she had seen. Rainbow Dash looked sleek and in shape. Fluttershy used to be a very scrawny foal until she became friends with Rainbow Dash. She had been given help learning to fly and exercise a bit. It didn't do wonders but Fluttershy was left in a much healthier state.

"Hey, you there?" Rainbow Dash asked, interrupting her thoughts,

"Huh? What?" Fluttershy said and blushed.

"Just wanted to small talk. I didn't want to force you here and then have you not talk," Rainbow Dash said and stopped the push ups.

"Oh.. would you um mind if I did some.. exercises with you? I'll just do a little," Fluttershy said.

"Well, no but I had only planned to do push ups and some running," Rainbow Dash said.

"Can I do that with you?" Fluttershy asked, looking at the treadmills.

"Of course but uh.. don't push yourself, Flutters," Rainbow Dash replied.

Fluttershy nodded and got on a treadmill. Rainbow Dash got on one next to her. She saw that it was pretty basic and only had a speed dial and an emergency stop button. She looked over at Rainbow Dash, who was trotting. Fluttershy adjusted her speed and started walking.

"So, how are you liking this vacation so far, Rainbow?" Fluttershy asked.

"Ehh.. it's okay, I guess. We still didn't really do anything here yet," Rainbow Dash said.

Fluttershy glanced at her. "Well, we could plan something out," she suggested.

"I don't know what this place is and what is around," Rainbow Dash complained.

"Why don't we ask, Twilight?" Fluttershy said.

Rainbow Dash nodded at her and turned her dial up. Fluttershy stared at her for a minute and then turned her dial up too. She was forced trot at a fast pace now. Rainbow Dash glanced over with an odd look. After a few minutes, Fluttershy was sweating and tiring out. Suddenly, a cyan hoof reached over and hit the stop button.

Fluttershy almost gave out. The machine came to quick stop and she was leaning over, trying to catch her breath. She stepped off and tried to walk. Rainbow Dash caught her before she could fall over. She didn't seem to be out of breath at all.

"Don't do that, Fluttershy! I don't want you to get hurt," she said, holding the timid mare.

Fluttershy looked up and blushed a little. "I-I.. I'm..s-sorry," she apologized.

For a second, it looked like Rainbow Dash had blushed. Fluttershy didn't think anything of it and just kept trying to catch her breath. She was in no shape to be running like that. Rainbow Dash patted her on the back for a minute.

"Can you get up now?" Rainbow Dash asked.

"Yes, I think," Fluttershy replied. She held onto Rainbow Dash and slowly got up.

Rainbow Dash put a hoof around her so she could lean on her for support. They walked out, sweating a little and feeling warm. Fluttershy stopped and Rainbow Dash gave her a glance.

"What is it?" Rainbow Dash asked.

"There's a pool at the end of this hall. I was just thinking that swimming would feel so nice," Fluttershy explained, pointing a hoof at the door.

"Really? Ok, we can do that!" Rainbow Dash said and they turned around.

To their surprise, the door was unlocked and the pool looked cleaned pretty clean. Rainbow Dash jumped in the water with a cannonball. Fluttershy tried to avoid the water that splashed. She gingerly walked down a set of steps. The cool water was refreshing and she went deeper. She went under for a second to clear off the rest of the sweat.

Rainbow Dash was doing laps back and forth. "Hey, it's pretty awesome, Fluttershy!" she said and swam up to her. "Tag!" she yelled and swam away.

Fluttershy tried to out swim her athletic friend but it was no use. Rainbow Dash was too good of a swimmer and she had little practice swimming. Finally, Rainbow Dash must have felt a little guilty because she decided to slow down so Fluttershy could catch up.

"Tag!" Fluttershy said and tried to swim away.

Rainbow Dash was obviously going real easy on her. She kept letting Fluttershy get away from her. Both of them were laughing as Rainbow Dash made fake attempts to tag her. Fluttershy was actually having fun. They kept at this for a long time.

Eventually, the water started to feel uncomfortably cold. Fluttershy was shaking and her teeth chattering. She got out and stood shivering. The exposure to air only made it feel worse.

Rainbow Dash stopped swimming and held on the edge of the pool. "Are you okay there, Fluttershy?" she asked. "Let me get you something to dry off with," she said and got out.

There was a white shelf leaning against one of the walls. On it was stacks of clean towels. Rainbow Dash threw one over her back and held one in her mouth. She came to Fluttershy's side and started to dry her off. Her mane was dripping with water.

"Thank you, Rainbow Dash," Fluttershy said and gave look of gratitude.

"No problem, pal!" Rainbow Dash said, smiling at her.

Fluttershy looked at Rainbow Dash. She was shaking a little and still dripping with water. Fluttershy took off the towel on her and started to dry her off.

"Whoa, there's no need to-," Rainbow Dash began but was cut off by a towel rubbing over her face.

She moved the towel around trying to get most of her dry. After a minute, Rainbow Dash was no longer dripping with water and her mane was only slightly damp.

"Heh, uhh.. thanks, pal," she said, blushing a little.

"Sorry, Rainbow Dash! I just wanted-" Fluttershy said but was cut off.

"It's cool, Fluttershy. You just wanted to return the favor," Rainbow Dash said and put a hoof on her shoulder.

"Can we go back to the room now?" Fluttershy asked after a minute of awkward silence.

'I just want a nap now. Going under my blankets would feel so nice,' Fluttershy thought.

"Sure, thing! Heck, it's probably time for one of my usual naps anyway," Rainbow Dash replied.

Fluttershy picked up their key and they made their way back to the room. They left the used towels behind in a pile. As they made their way back, Fluttershy took some time to reflect. Exercising might have been better if she didn't turn up her speed to try to impress Rainbow Dash. It had been quite a nice bit of fun swimming though.

'Is there something special between us or are we just really good friends?' Fluttershy asked herself.

They got back to the room to take their little nap. Fluttershy pushed out all her doubts about the possible relationship with Rainbow Dash. All that mattered now was taking a quick nap with her crush. Fluttershy slid under her blankets while Rainbow Dash just curled up on her own side of the bed. She wished that she could be snuggling with Rainbow Dash during this peaceful nap.

Maybe there was a good chance that Rainbow Dash would finally fall for her. It seemed possible to Fluttershy. She thought nothing more of it. After this nap, she will have more time to spend with Rainbow Dash. Perhaps Rainbow Dash will think of her as more than just a 'best pal', but as her marefriend.


	4. Chapter 4

Fluttershy stirred under the blanket. She was very relaxed and at ease. There was no reason to get out of bed. This was bliss. All that mattered was getting to be closer with her crush. Something seemed missing all of a sudden. There was a tension in the blanket that was missing. Fluttershy opened her eyes very slowly.

Rainbow Dash was no longer there, curled up and sleeping next to her. She wasn't anywhere in the room. Fluttershy pushed away the blanket and got up. She stretched out a little and looked around in confusion. There was a piece of paper on their little table. On it was messy hoof writing. She read it carefully.

_Fluttershy I woke up before you so I decided to visit Twilight and figure out what else we can do on this weird vacation. Just stay in our room. It'll be quick._

Fluttershy read it again. There was no questioning that Rainbow Dash wrote it. She sat down at the table and stared at it for about five minutes. she couldn't wait any longer. There was nothing to do in this little hotel room. Finally, She decided to go back to the exercise room.

'A little workout never hurt. Just some little push ups and a short walk,' Fluttershy thought.

She assumed that Rainbow Dash had taken their key. Fluttershy didn't have an extra one though. If she came back too early, she would be locked out. However, if she just left the door open, there would be no need to worry. They were the only ponies staying at this place.

Carefully opening the door, she placed a bag in the space and walked out. Fluttershy started walking down the hall and then stopped. One of the rooms had its door slightly open and she could hear talking. Fluttershy moved closer to the door and hide herself from sight of the ponies inside. She recognized the voices as Twilight's and Rainbow Dash's. She leaned over and listened in on the conversation.

"I don't know, Twilight," Rainbow Dash said, her voice sounding tense.

"It's a simple question. Are you physically attracted to her?" Twilight asked in a calm voice.

'They're talking about me? Does she find me attractive? Oh no, I forgot about to think about that. How do I even know that she thinks I look good?' Fluttershy asked herself.

A minute passed before one of them spoke up again.

"I guess?" Rainbow Dash said. Her voice was strained. "I.. she does look pretty.. I mean cool!" she said, raising her voice a little.

"It's nothing to be ashamed of. She just looks nice to you. You don't have to try to save your image and just say she looks cool," Twilight said in a relaxing tone.

"Ok, I admit it! She looks beautiful! But I just don't think I should do this!," Rainbow Dash said. She sounded really confused in the last sentence.

Fluttershy slowly slid down from leaning against the wall. She was now laying on the light red carpet, a look of relief was on her face.

'She thinks I look beautiful!' she thought, smiling to herself. 'But, she still doesn't know?' she asked, her smile fading a little bit.

"What do you mean? Why don't you want to date her?" Twilight asked.

"We have been best friends for the longest time. It's so weird! I don't think I can date my best friend! It's just.. awkward, I guess," Rainbow Dash said in hushed tone.

"Well, it might be a little awkward at first but if you spend more and more time with her, it won't be awkward anymore and you'll feel more comfortable around her," Twilight said.

"Ok.. but what should I do?" Rainbow Dash said.

'Please, just go out with me! I need you, Rainbow Dash!' Fluttershy thought, shaking her hooves.

"It's pretty obvious, Rainbow Dash. Just go out with her," Twilight said.

"But I don't know-"

"-You do! We went over this ten minutes ago! You went on about how much you liked her personality and that she was the type of mare that you always wanted. Don't tell me something like 'I don't have feelings,' because you already made it clear that there were a lot of them for her!" Twilight ranted, taking a deep breath after.

'Oh Celestia, just do it! Say it, Rainbow!" Fluttershy thought.

"Look, can't I just wait until this vacation is over?" Rainbow Dash asked.

"No! You can't leave her hanging like this. If you don't do it soon enough during this vacation, you'll break her heart!" Twilight said, getting more irritated.

Suddenly, loud hoof steps were coming from the stairs. Fluttershy was caught off gaurd and she almost let out a squeak. She hurried back to the room and pulled the bag inside. Quickly, she creaked the door shut and then slipped back into bed. Fluttershy let out a sigh of relief. If she had been caught, this would have been one sticky situation.

She waited for Rainbow Dash to return. After about ten minutes, Rainbow Dash came back to their room. She closed the door quietly and turned around. Fluttershy opened her eyes and looked at her expectantly. A minute of awkward silence filled the room.

"Oh hey, Fluttershy," Rainbow Dash said, rubbing the back of her head.

"Hi, Rainbow," Fluttershy said with a smug grin. "Do you have something on your mind? she asked.

"Uhh.. yeah? We are all going to eat at this nearby restaurant for dinner soon," Rainbow Dash said in a slightly nervous voice. She blushed a little too.

'Shoot! Did my smile throw her off? Why did I do that?' Fluttershy thought.

"Oh.. okay. Wait, we missed lunch?" Fluttershy asked.

Rainbow Dash rubbed her foreleg. "Well, actually you did. I woke up but you were still asleep. I ate with Twilight and Pinkie Pie. I uh.. got all caught up in the planning.. sorry I took so long!" She said and gave a fake smile.

"It's um.. okay, Rainbow. What do you want to do before we eat?" Fluttershy said with disappointment behind her voice.

"I don't feel like going anywhere else today. We can just read some of my Daring Do books," Rainbow Dash said and started going through her duffel bag.

'Daring Do? I never read anything like that,' Fluttershy thought.

They both laid down on the bed and started reading. Rainbow Dash gave Fluttershy the first book in the series to try to get her hooked. It wasn't something that Fluttershy loved reading. She did like how that Daring Do's intentions were pure and for the good of everypony. Rainbow Dash was too absorbed into reading Daring Do. However, her eyes darted back and forth sometimes as if there was something bothering her.

A knock on their door interrupted both of them. They had been quietly reading in peace for some time. Both of them had given each other quick looks but never said anything.

"Fluttershy! Rainbow Dash!" an excited voice from behind the door called. "It's time to eat!" Pinkie Pie said.

Rainbow Dash groaned and got up. They both were reluctant to leave their cozy room. Upon opening the door, they were greeted by the pink party pony.

"C'mon you guys!" Pinkie Pie said, bouncing in place. "Everypony is waiting on you!"

They both sighed and followed her down the hall and out of the hotel. There really wasn't much to see around town. Only several other buildings were in this place. There was a general store, a restaurant, and some other places that didn't have signs. It really was a lovely looking town but it was not lively at all. They came to the restaurant.

The furniture inside was very similar to what the hotel had. The place was filled with tables and chairs crafted from logs and varnished. There was a bar area for ponies to sit and drink on the side. Their friends waved over at them, sitting at a table in the middle of this small restaurant.

Pinkie Pie took her seat next to Twilight. Fluttershy and Rainbow Dash sat next to each other. The waiter came over to their table. He must have been the owner because it seemed like nopony else was here.

"Ah, you are finally here! What would you like to drink?" he asked.

"Um.. do you happen to have apple juice?" Fluttershy asked the unicorn.

"Yes, we do of course and you miss?"

"Root beer please," Rainbow Dash said.

Applejack let out a little laugh that earned a look from Rainbow Dash. The waiter left and disappeared into the kitchen. Fluttershy looked down at her menu. Not a whole lot of things looked appetizing. A look of uncertainly filled her face as she tried to decide.

"Fluttershy, are you having trouble deciding?" Rarity asked.

She sighed. "A little. I don't know if there's anything I want," Fluttershy said, resting her head on a hoof.

"Well, they do have soup," Rarity suggested.

"I'm getting the macaroni and cheese, Fluttershy. You should too," Rainbow Dash said.

"Who eats that anymore, Rainbow Dash? It's such a foalish dish," Rarity said.

"I do and it tastes awesome!" Rainbow Dash said, stretching out her forelegs.

Fluttershy looked through the menu again. The kind of soup that was in it seemed questionable. Macaroni and cheese seemed to be the most appetizing meal at this point.

"Why can't ya'll just mind yer own business," Applejack said in a serious tone.

The waiter came back, levitating their drinks. Everypony seemed ready to order what they wanted. Fluttershy ended up ordering the same thing as Rainbow Dash. She knew that Rainbow Dash didn't take much of a liking to restaurants like this. She could only stand fast food and disliked waiting for it.

Fluttershy was so close to having Rainbow Dash as her marefriend. Just as she rested her head on both hooves, she let her thoughts slip out. Immediately, she covered her mouth but it was too late.

"Why can't you go out with me?" She let out, blushing furiously.

Everpony was silent. Rarity and Applejack both were shaking their heads at Fluttershy as if they were saying, 'Why did you say that? You're not supposed to say that!' Pinkie Pie and Twilight were looking at Rainbow Dash, expecting her to admit the truth.

'Oh no! This can't be happening! How did I let that slip?' Fluttershy thought.

"I.. um.. well.. I have to tell you something," Rainbow Dash finally got out.

Nopony said anything in response.

"I-I do.. like you.. Fluttershy," Rainbow Dash nervously said, blushing. "I.. was going to tell you later tonight. I want to be your.. marefriend, I guess," she said.

There was an uneasiness in her voice which made it unclear if she meant it. Fluttershy couldn't help but notice how she tried to look away from her. Everypony sat still in their chairs. Pinkie Pie didn't have anything to say and sat trying to piece this mess.

'What did I do? She doesn't sound serious at all!' Fluttershy thought.

"R-really?" she asked. "So, we are going out?"

"Yeah," Rainbow Dash said and put a hoof around on her shoulder.

"Well, that's great you two!" Twilight said, winking at the.

"Yeah," the others agreed, nodding their heads.

This had to be one of the most awkward moments for Fluttershy. None of her friends could break the awkward silence that had been created. Even when the waiter returned with their food, there was only quiet small talk. Fluttershy was so confused. Love couldn't feel like this. It had to be something more natural. Rainbow Dash didn't really show any signs of love.

"Do you mean it?" Fluttershy asked.

Rainbow Dash stopped eating. "Yeah, Fluttershy," she said in her usual tone.

Fluttershy wasn't convinced. Rainbow Dash got up and excused herself to the little filly's room. Her friends were all looking at her. She waited for her 'marefriend' to disappear out of hearing range.

"How did this go wrong?" Fluttershy asked her friends.

"It's obvious, dear. You forced her to play her card too early," Rarity said and took a sip.

"I don't understand. Why did she accept my offer then?" Fluttershy asked.

"Rainbow Dash is just finding it hard to show her affection for you. Since you have been friends for such a long time, it might be a little awkward at first for you two," Twilight explained.

"Twilight is right. Ah don't think that this won't work out," Applejack said.

Before they could continue this discussion, Rainbow Dash returned and sat down. Everypony was done eating already and the waiter came with the bill. Twilight paid for the food and they got up to leave. Fluttershy walked next to Rainbow Dash back to the hotel. She still wasn't sure about this. When they got back to the room, it was time to talk this out.

"Are you sure that you like me?" Fluttershy asked, sitting down on the bed next to Rainbow Dash.

Rainbow Dash rubbed the back of her head. "I do, Fluttershy. Why do you keep asking me?" she said, sounding a little irritated.

"Then why are you acting so strange?"

"It.. just feels weird. I don't know if I even was ready for a relationship," Rainbow Dash said, looking down at the wooden flooring.

"What do you mean?"

"Look, I'm a little weirded out that we're dating now. We were best friends. I'm not saying that I regret doing this but right now I want to take things slow and get used to the idea of dating you," she explained.

Fluttershy wrapped her in a small hug. "I don't want this to be ruined. So far, you're going to be the only pony that I have ever gone out with," she said, teary and sad.

Rainbow Dash returned the hug. "It won't be ruined. I promise. You're also the only pony for me," she said, tightening the embrace.

"Really?" Fluttershy asked, looking up into her.

"Yeah, how 'bout this to make up everything so far?" she asked and planted the smallest of kisses on Fluttershy's cheek.

They both blushed and smiled at each other. Almost all of Fluttershy's doubts were erased with this small moment. Rainbow Dash turned her face so that her cheek was close. Fluttershy returned with a small, tender, and sweet kiss on her cheek. They stayed in this warm embrace for a minute until Rainbow Dash let go.

"Heh, alright that's too much for me," Rainbow Dash said and nervously chuckled.

"Oh sorry, Rainbow!" Fluttershy apologized.

"It's okay, Flutters! I think that I might be already getting used to this," Rainbow Dash said and crawled into bed. It was already pretty dark outside.

'Am I dreaming or is this real? Was it that easy for her to get over with it?" Fluttershy asked herself as she climbed into bed too.

As they got comfortable underneath the blanket, she couldn't help but wonder how this relationship will turn out at the end of the vacation. She wanted to cuddle with her marefriend so much now but she knew that Rainbow Dash could be very touchy sometimes. Maybe Rainbow Dash could truly love her back.

"Good night, Rainbow," Fluttershy said as she turned off a lamp.

"Night, Flutters," Rainbow Dash said back.

They both fell asleep facing each other. As Fluttershy slept, her mother's words started to come back from a long time ago in Cloudsdale. She strained and twitched in bed.

_You need to give up on this pointless crush, Fluttershy. She might be your only friend but it will never work out. How can you possibly win that daredevil's heart? She's nothing like you. She can't love you..._

Fluttershy woke up and tried to clear her head. There was no reason to start worrying now. After all, it seemed like she already had won Rainbow Dash's heart so easily. She drifted back to sleep again, trying to get these doubts cleared forever.


	5. Chapter 5

Fluttershy and Rainbow Dash woke up and slowly opened their eyes. They laid ther e, looking into each other's eyes and sm iling. Neither of them said a word and c ontinued to enjoy the presence of each o ther. For a second, Fluttershy thought t his was the moment that she gets to kiss her marefriend. Rainbow Dash broke eye contact and started to get out of bed. S he let out a quiet sigh and sank deeper under the blanket.

"Hey, are you going to get out of bed? W e got things to do together," Rainbow Da sh said as she was stretching out her li mbs.

"Oh.. what kind of things?" Fluttershy a sked, slowly getting out from under the warm blanket.

"Well, I was hoping that we could go swi mming again and do other stuff today," R ainbow Dash replied.

"That sounds like fun," Fluttershy said, standing up next to the bed.

Somepony starting knocking on the door. Fluttershy decided to answer the door fo r her marefriend. She opened it and was surprised to see all of her other friend s with their saddlebags on. She panicked and her breathing was rapid. It looked like they were packed up and ready to le ave.

"Oh my goodness! It's over already? I di dn't know! I'm so sorry!" Fluttershy sai d and cringed.

Twilight reached over and rested her hoo f on her shoulder. "Fluttershy, we still have a few days left here. We're about to go on a scenic walk through the natur al springs in this area," she explained. 

"Scenic walk?" Rainbow Dash asked from t he back of the room. "You gotta be kiddi ng. Why would you want to do something l ike that when you can just sit back and relax?" she said and sat in a chair.

"I learned much earlier of all the geoth ermal features that this area has. I alw ays wanted to see geysers and hot spring s up close for myself. Everypony should too!" Twilight said.

"I don't know, Twilight. I really wanted to spend more time with Rainbow Dash," Fluttershy said.

Twilight frowned. "Come on, Fluttershy. You two are going with. I promise that w e will try to leave you two alone and no t bug you or anything," she said and tur ned around. "Right girls?" she asked.

"Of course, Twilight!" Pinkie Pie said, bouncing in a little circle while the ot hers nodded.

"Look, I-we went through the trouble of planning this out. Just wear a hat and p ack some food and water in your saddleba gs. You can go through the cooler in my room for that stuff. I would appreciate it if you two came with," Twilight said. 

'There's no way out of this. I owe her f or this wonderful vacation,' Fluttershy thought.

She turned around and looked at Rainbow Dash. "Please, Rainbow. We really do owe them. We can walk together the whole ti me if you want," she said.

Rainbow Dash sighed. "Okay, Fluttershy. Only if you promise something," she said and got up.

"What is that?" Fluttershy asked, feelin g pretty curious.

"Nothing. Never mind. I'll do it then," Rainbow Dash quickly said and looked awa y.

"Are you sure? What's wrong, Dashie?" Fl uttershy asked, showing concern on her f ace.

Rainbow Dash walked up to her and put he r hoof on her shoulder. "I'm fine, Flutt ers," she said, blushing a little. "It w as a dumb idea anyway. I'll get packed," she said.

Fluttershy nodded and pulled out her emp ty saddlebag from the dresser. She went through her own duffel bag and pulled ou t something that had her eyes drawn to i t. It was the pink ball cap that Rainbow Dash had given her a long time ago. She put it on and went into Twilight's room to get food.

Like she had expected, it looked the sam e as theirs. She opened up the cooler th at was in the middle of the room and sea rched through it. It was filled with all sorts of food and drink. There were bot tles of apple cider, pre-made sandwiches in a plastic container, and much more i nside the cooler. Fluttershy took out a few bottles of water and two of the pre- made sandwiches.

"Is that what I think you're wearing?" R ainbow Dash asked from behind.

Fluttershy turned around. "You remember? " she asked, her eyes widening.

"Of course!" Rainbow Dash said, rolling her eyes. " I gave that to you years ago as a gift," she said and smiled at Flut tershy.

"Well, I like it very much still!" Flutt ershy said, smiling back.

Rainbow Dash awkwardly rubbed her forele g. "Yeah.. you look nice, Fluttershy," s he said.

"Aww.. thanks, Rainbow!" Fluttershy said and gave her a small hug. "Lets go meet the others. I'm done packing my saddleb ag," she said and let go.

"Alright, Flutters," Rainbow Dash said, grinning at her.

They left the room and walked down the s tairs and met their friends in the lobby . Twilight was busy talking with the rec eptionist while Pinkie Pie, Applejack, a nd Rarity were sitting on a long sofa. R ainbow Dash and Fluttershy approached th em and sat on another couch together.

"Well if isn't the lovely new couple!" R arity said, with a delightful smile.

"Oh my gosh! Does this mean you're going to get married?" Pinkie Pie said, twist ing her head side-to-side.

Rainbow Dash turned a bright red. "I.. u mm.. we only have been dating for a day, Pinkie" she said in a nervous tone, cle arly embarrassed.

Fluttershy nuzzled her marefriend, tryin g to make her comfortable. "It's okay, R ainbow. She's just trying to be silly. Y ou know that!" she said.

"Well, ah think it's pretty clear alread y that ya'll are perfect matches for eac h other," Applejack said with a warm loo k on her face.

Rainbow Dash and Fluttershy turned their heads and looked at each other.

'Her face is so pretty. I love her beaut iful eyes so much,' Fluttershy thought.

"Just look at the way you two are blushi ng!" Rarity commented.

Rainbow Dash got off the couch and looke d away. She ran a hoof through her mane and tried to hide the blush on her face. "I'm not, Rarity. I would never do some thing so uncool," she said, facing away from her friends.

"Hey, why didn't you two tell me you wer e here?" Twilight asked. "We need to do this scenic walk as soon as we can. It g ets really hot outside in the afternoon, " she said, walking over to the exit. "C ome on, you guys.. lets go."

"Whatever," Rainbow Dash said and follow ed Twilight. Fluttershy got up and tried to keep up with her. The others rose to their hooves and followed after her. Sh e couldn't stay up with Rainbow Dash's p ace and fell behind next to Applejack. F luttershy let out a long sigh that caugh t Applejack's attention.

"Rainbow Desh!" Applejack called out. "A re you really going to leave your marefr iend behind like this?" she asked in a s tern voice.

Rainbow Dash groaned and stopped walking until Fluttershy was right next to her. Fluttershy's expression was sad and con fused. Rainbow Dash put a hoof on her sh oulder and whispered in her ear.

"I'm sorry, Flutters. I just.. look, I g uess I kind of lost my cool. I'm really sorry!" she whispered and then planted a little kiss on Fluttershy's cheek.

Fluttershy blushed and affectionately nu zzled Rainbow Dash. "It's okay.. just pr omise.. that you won't leave me behind. I'm sorry that I can't keep up to you," she whispered back.

They continued to walk on a path that wa s leading out of town. "What? What do yo u mean?" Rainbow asked in a quiet voice. "It's fine, Fluttershy. I won't leave y ou behind. I promise," Rainbow Dash said .

Now they were out of town and walking on a dirt path. Soon, the grassy hills wer e replaced by dry patches of un-vegetate d dirt. Pine trees surrounded the area i n the background. They came across a sma ll bubbling pit of mud similar to what F luttershy had seen while on the train. E verypony had an expression of curiosity while Twilight was leaning over the path , watching the uninteresting bubbles of mud pop.

"Are you trying to see if you can stick your head in that?" Rainbow Dash sarcast ically asked Twilight.

Twilight shot a glance at her. "No! That would be a terrible idea! This is more than boiling hot, Rainbow Dash. After al l, this whole area is above a hotspot," she said.

Fluttershy lifted a hoof up and backed u p. "Hotspot? What does that mean? Are yo u sure we should be here?" she asked, fe eling worried.

"It's nothing to be worried about, Flutt ershy. You see..." Twilight started to d rone.

As everypony zoned out while Twilight we nt into detail about geology, Fluttershy couldn't help but feel uninterested in what Twilight had to say. There were mor e important things to think about now. S he was convinced that Rainbow Dash had i nsecurities which she never could share. She also had a few insecurities of her own. Fluttershy felt that she could trus t Rainbow Dash with her heart but she di dn't know if her marefriend felt the sam e way.

"So, that's why the area is like this," Twilight said, smiling and nodding her h ead.

Everypony simply nodded their heads and said 'Oh,' or just stared back. They kep t on walking and looking around at the s cenery. Fluttershy and Rainbow Dash kept their distance from the others. Flutter shy needed to spend some peaceful qualit y time with her marefriend.

Rainbow Dash yawned and stretched out he r wings. She let one of her wings drape over Fluttershy in a loving matter. Flut tershy was a little surprised by her act . Something like that is considered a ve ry romantic gesture. It was a pretty sap py thing for somepony like Rainbow Dash to do. She responded to this gesture by giving her marefriend a gentle nuzzle. R ainbow Dash let out a little giggle and did the same thing.

"I must be dreaming. I always wanted her to be so loving and caring,' Fluttershy thought.

They continued walking past pits of bubb ling mud. Eventually, they were starting to feel hungry for lunch. The air was h ot and everypony was starting to sweat a little. Pinkie Pie pulled out a large p icnic blanket for them to sit on. Flutte rshy had packed food and water for Rainb ow Dash too. It seemed pretty quiet for while.

"I have to admit, Twilight, this heat is starting to get unbearable," Rarity com mented.

"Well, if we hurry up we can get back to the hotel and relax in the pool," Twili ght said, nibbling on a sandwich.

Applejack put down her apple fritter. "W ait, there's a pool? Why didn't ya tell us earlier?" she asked.

"We thought you guys would look around o n your own," Pinkie Pie said.

"Actually, we have been in the pool yest erday," Fluttershy said and finished her sandwich.

"Really? I bet it was nice! We should to tally get a move on then!" Pinkie Pie sa id and got up.

Nopony else could argue. They finished t he last bits of their sandwiches and mov ed on. The path was fairly long and the heat was making it feel worse. Soon, the y starting passing by the hot springs. F luttershy looked at all the pools of boi ling water. Some of them were multicolor ed while others were just a dull red. Ra inbow Dash was eyeing everything with Fl uttershy.

By the time they got back, it was alread y late in the afternoon. They all wiped off their sweat and took a dip in the po ol. Fluttershy decided to relax in the h ot tub. It seemed like a silly idea to g et out of the heat just to sink into an even warmer source. However, after stepp ing in it didn't matter anymore. Flutter shy was comfortable now in the bubbling water. Rainbow Dash joined her, slowly s inking into the hot waters.

"Hi, Rainbow," Fluttershy warmly greeted and let out a sigh of relief. She had b een very sore from walking and the jets in the hot tub were melting away the sor e aching muscles in her body.

"Hey, pal! You just hanging out here?" R ainbow Dash asked and put a hoof around on her shoulder.

"Yes.. and it's very relaxing," Flutters hy said in a lower voice.

Rainbow Dash chuckled. "You're thinking like me! It's all about kicking back and relaxing!"

She let out a loud sigh and stretched ou t her hind legs. Fluttershy put her left hoof around Rainbow Dash. They both san k a little lower in the water and closed their eyes for a little while. After te n minutes of relaxing, Rainbow Dash tapp ed Fluttershy.

"Huh? What is it?" Fluttershy asked in a groggy voice.

"Um.. would you be up for an early dinne r?" Rainbow Dash asked. "I might have ma de just a few little arrangements with t hat receptionist and the unicorn who run s that restaurant," she said.

'An early dinner? Why would she be eager to eat soon?' Fluttershy thought.

"Well.. um.. okay. Uh.. right now?" Flut tershy asked, feeling reluctant to leave .

"Yeah.. you wouldn't mind.. would you? I .. wanted to do some special for you," R ainbow Dash said.

"No! I guess.. not," Fluttershy said, fe eling unsure.

Rainbow Dash got out and so did Flutters hy. They dried off while the others were still splashing and yelling in the pool . She led Fluttershy into a empty ballro om that looked like that it hasn't been in use for a while. She motioned to Flut tershy to sit at an empty table while sh e went off to pick up their food.

'Why is she doing this? What's so specia l about this?' Fluttershy wondered.

Fluttershy looked around the room. It wa s very elaborate looking with a beautifu l polished floor. Oddly enough, only the floor and the table she was sitting had been dusted and cleaned.

Rainbow came back in less than five minu tes carefully holding two plates full of spaghetti and wheatballs. She placed it down on the table and sat on the other side of Fluttershy. Music started playin g from speakers built into the walls. Fl uttershy didn't know that Rainbow Dash w as this cheesy.

"Wow!" Fluttershy said and looked down a t her pasta. "I love spaghetti!" she sai d and looked up at Rainbow Dash, who was blushing.

"Heh, I knew that you liked spaghetti," Rainbow Dash said, smiling at her.

Fluttershy looked down again and started eating a strand of spaghetti. Normally, this was a food eaten mostly by unicorn s because of how magic made it easier to eat it. For non-unicorns, eating it was a little messy so it was generally avoi ded. Rainbow Dash starting eating too. S omething about the pasta made it taste s o good. The sauce must have been somethi ng special. Before they knew it, they we re done eating.

"Um.. do you want to dance, Fluttershy?" Rainbow Dash asked.

Fluttershy's heart skipped a beat. "I.. don't know, Rainbow. I never danced with anypony before," she said in a nervous tone.

Rainbow Dash got up and lead Fluttershy to the middle of the room, which was an empty square specifically for dancing. S he faced Fluttershy and got up on her hi nd legs.

"Just stand on your back legs like this and use your wings to keep balance," Rai nbow Dash said and tried to help Flutter shy up on her hind legs.

She wobbled a bit but quickly got the ha ng of it. "Now what?" Fluttershy asked.

"I put my hooves on your waist like this ," Rainbow Dash said and placed a hoof o n each side of her waist. "Now, rest you r hooves on my shoulders," She said.

Fluttershy had her hooves on Rainbow Das h's shoulders and was looking into her e yes. Rainbow Dash started to slowly sway from left to right and back. The music was very similar to what they played at prom when they were going to flight scho ol. Fluttershy came to see if she could find a mare who would dance with her but she quickly lost all her courage and le ft spending the rest of the evening alon e at her dorm.

They swayed back and forth, their eyes f ocused on each other's face. This was bl iss. Rainbow Dash had a wide smile on he r face and there was this look in her ey es. It wasn't just sheer joy. Fluttershy could swear it was love in her eyes. Th e way those magenta eyes looked back at her.

Rainbow Dash brought her face closer and Fluttershy caught on. She moved her hea d closer and closed her eyes. Their lips met and their hearts stopped for a seco nd. Rainbow Dash's lips were sweet as he r heart. Fluttershy never felt something as wonderful as this. After a minute of kissing, they finally broke away, both blushing a bright red.

Fluttershy rested her head against Rainb ow Dash and they continued to dance. The y went on for an hour until she started feeling tired. All that walking and this dancing had exhausted the shy pegasus. Her legs felt weak and she started to sh ake a little.

"Rainbow.." she said in a low drained vo ice. "I.." she tried to say.

"Shh.. I know, Flutters. I got you," Rai nbow Dash said.

Before Fluttershy knew it, she was being carried in Rainbow Dash's gentle hooves . She closed her eyes. Sweet dreams fell over her as she fell into a peaceful sl eep.


	6. Chapter 6

The rest of the vacation flew by a littl e too fast for Fluttershy and her best f riends. They had spent the few remaining days lounging around, swimming, chattin g, and visiting the springs again. It fe lt too early to leave. This vacation had been worth every minute of their time a nd every bit that Twilight paid. Rainbow Dash had told Fluttershy in secret that she was reluctant to leave already. How ever, they all knew that they couldn't s tay forever. Ponyville was their home af ter all and it was time to return their usual lives.

Fluttershy stood in her room with Rainbo w Dash. Both of them were finished packi ng their belongings. They took one last look at their room. Fluttershy let out a long sigh that was followed by one from Rainbow Dash.

'I wish this could have lasted longer. I don't want to leave this behind,' Flutt ershy thought.

"Hey, are you okay?" Rainbow Dash asked and nudged her. "I know it's a little ha rd to believe that we're leaving already but we did have a great time, right?" s he said, trying to smile.

"Yeah.. I know what you mean, Rainbow. I just wish we had this kind of privacy b ack in Ponyville. I won't feel comfortab le showing our relationship around other ponies that aren't our friends," Flutte rshy replied and looked down.

Rainbow Dash rubbed the back of her head . "Why should we care? It's none of thei r business anyway. Besides, we have our awesome friends to back us up just in ca se," she said and stood next to Flutters hy.

"You really think we can do this?" Flutt ershy asked.

Rainbow Dash planted a kiss on her cheek that made her heart aflutter. Fluttersh y leaned on her with a sideways hug and they both blushed a little.

"Of course," Rainbow Dash simply said, r eturning the hug.

They made another quick look around the room and closed the door shut for good. Before they knew it, they were already b ack on the train, ready for the trip bac k home. The last thing they remember was returning their keys and Pinkie Pie emb arrassing the kind receptionist by engul fing her in a huge hug. Fluttershy had c onvinced Rainbow Dash to sleep in the sa me car their friends were in. This time they were going to be a lot more quiet a nd considerate.

The train ride didn't seem as bad as the first time. Fluttershy found herself en joying the company of her friends and th e close proximity to her marefriend. She and Rainbow Dash were sitting on the sa me bunk together.

"Did you guys enjoy the vacation?" Twili ght asked.

"Are you joking? I loved it, Twilight!" Pinkie Pie said, bouncing in her bunk.

"Twilight, this vacation was absolutely refreshing. There must be a way that I c ould return the favor," Rarity said and brushed her mane.

'Return the favor?' Fluttershy thought. 'Rainbow Dash really was such a nice mar efriend. She made that one evening so sp ecial for me. Nopony has ever danced wit h me or was that gentle. Why can't I do something special for her? I bet that no pony has ever done something like that f or her..'

Fluttershy's thoughts were interrupted b y a nudge from her marefriend. Rainbow D ash nuzzled her and looked back at their friends. "I think it's safe to speak fo r Fluttershy. We had a really nice time, " she said.

"I bet you two did. It's really nice tha t you have a special somepony now. We al ways wondered if you two would finally s tart dating.. I mean, not each other.. j ust like anypony in general. Don't get m e wrong-" Twilight said but was interrup ted by Rainbow Dash.

"We get the point, Twilight," Rainbow Da sh said and let out a long sigh.

'There's gotta be a way that I can show her how nice of a marefriend I really am ,' Fluttershy thought.

As the day dwindled on, Fluttershy waite d for the perfect moment to talk alone w ith Rainbow Dash. It started to get dark and everypony else was becoming more an d more quiet. She sat close to her maref riend and they both looked out the windo w at the passing scenery.

"Do you ever feel lonely, Rainbow Dash?" Fluttershy asked.

Rainbow Dash sighed and looked at her. " Yeah.. I do.. sometimes," she said in sa d tone.

"Why?" Fluttershy asked.

"I never had a special somepony like you ," Rainbow Dash said. "Heck, I never eve n had a special somepony. You know that I live alone with exception of Tank."

"Why? I feel like we could have gotten t ogether the first year we spent in Ponyv ille," Fluttershy said.

A minute of silence passed. "Look Flutte rshy, I never had the courage to ask you out. I always thought that I would be t he one admit my feelings first but I was never ready. I'm sorry that I made so m uch drama before we actually went out. I t was so uncool of me.

"Rainbow, it's okay. All that matters no w is that we are together," Fluttershy s aid in soothing tone.

"Do you know how hard it is keeping your feelings to yourself?" Rainbow Dash ask ed after a minute.

"Yes, Rainbow.. I know what it feels lik e," she said, putting a hoof on her shou lder.

Rainbow Dash rested a hoof on Fluttershy 's shoulder too. "Do I make a good enoug h marefriend for you, Fluttershy?" she n ervously asked.

Fluttershy decided that words wouldn't b e enough to answer her. Instead, she cap tured Rainbow Dash in a loving embrace. Her marefriend's eyes widened in surpris e. She felt Rainbow Dash return the hug within seconds. Fluttershy leaned over, trying to turn the hug into a snuggle se ssion.

"Of course.. but do I make a good marefr iend for you?" She asked back.

Rainbow Dash leaned with her and they bo th fell over, laying on the bunk. Flutte rshy let out a giggle as her marefriend rested her head on her chest. A warm fee ling of happiness came over as she looke d at Rainbow Dash who had her hooves aro und her.

"Yes," Rainbow Dash said in a soft tone and looked up at her.

Fluttershy leaned her face closer and Ra inbow Dash slowly closed her eyes. Their lips met in a long passionate kiss. Her heart was pounding and her thoughts rac ing. Fluttershy applied more pressure to the kiss. Rainbow Dash let out a little moan as they continued to kiss. They fi nally broke away, both trying to catch t heir breath. Their faces were a bright r ed.

Rainbow Dash laid her head back on Flutt ershy's chest and closed her eyes. She s hifted a little to get more comfortable. Fluttershy pulled a blanket up to Rainb ow Dash's neck and kissed her on the for ehead. A soft whisper came from her mare friend.

"I love you, Fluttershy," Rainbow Dash s aid.

"I love you too, Rainbow," she said back .

Fluttershy ran a hoof through her prisma tic mane, feeling her cool soft hair. Ra inbow Dash fell asleep, snoring ever so softly. Fluttershy smiled and closed her eyes too. Nothing else in the world mat tered. She had won Rainbow Dash's heart and her love.


End file.
